Liberty
Insurance
Santiago, May 26, 2022
Mr.
Osvaldo Adasme Donoso
Director General of Prudential Supervision
By order of the Council of the Commission for the Financial Market
PRESENT
REF.: – Reports Essential Fact
Liberty Compañía de Seguros Generales S.A.
From our consideration:
In accordance with the provisions of Article 10, second paragraph, of Law No. 18,045 on the
Securities, in Article 147 No. 7 letter b) of Law No. 18.046 on Corporations, and the Circulars
N* 662 and 991, dictated by your Agency and its modifications, we communicate as fact
essential of Liberty Compañía de Seguros Generales S.A. (the “Company”) the following:
At ordinary meeting No. 354 of the Company’s Board of Directors, held on May 24, 2022,
unanimously approved by the members present the update of the General Policy of
Regularity for operations between related parties.
Attached to this essential fact is a copy of the General Regularity Policy approved by the
Board of Directors, which will be available to shareholders at the Company’s offices and on the website
Web www.liberty.cl.
Without further ado, he greets you sincerely.
p.
Pablo Advis Jimenez
Legal Manager
Liberty Compañía de Seguros Generales S.A.
(5 Liberty
Insurance
GENERAL POLICY OF REGULARITY
Liberty Compañía de Seguros Generales S.A.
Liberty
Insurance
Version: 4.0 pages
General Policy of Habituality Chile
Legal Management 24/05/2022
1) INTRODUCTION
In accordance with the provisions of article 147, second paragraph, of the Law on Corporations,
in relation to article 171 of the regulations of Corporations, the Board of Directors is empowered to
establish and approve the General Policy of Regularity (the “Policy”), which aims to determine
the usual operations of Liberty Compañía de Seguros Generales S.A. (the “Company or the
“Company”) which, being ordinary in consideration of its line of business, may be carried out, executed
and/or be concluded with related parties, without the need to comply with the requirements, formalities
and procedures established in numerals 1) to 7) of the first paragraph of the aforementioned article
Article 147 of the Law on Corporations, in so far as such operations have as their object
contribute to the social interest and adjust in price, terms and conditions to those that prevail
in the market at the time of its approval or celebration.
By virtue of the foregoing, on May 24, 2022, the Board of Directors of Liberty Company of
Seguros Generales S.A., in board meeting N* 354, agreed to modify and update the Policy
General of Habituality of the Company, approving its new text and the general authorization to
refers to Article 171 above.
2) SCOPE OF THE POLICY
This policy will apply to all ordinary operations that aim to contribute
to the social interest, adjust in price, terms and conditions to those that prevail in the
market at the time of its approval or conclusion and that are executed or carried out with its
Related parties, in accordance with the requirements defined in the second paragraph of Article 147
of Law N* 18.046.
For the purposes of this policy, it is noted that the exclusive purpose of the company is
Premium-based insurance for risks included in the first group of the classification
of Article Eight of DFL N? 251 of the year 1931, on Insurance Companies, and cover any
other risk authorized by the applicable laws and regulations, which are necessary for the
normal operation of the company, in its policy of sale, offer and promotion of insurance, how
also regarding the proper management of its investment policy.
Liberty
Insurance
3) TRANSACTIONS WITH RELATED PARTIES THAT MAY
BE EXECUTED WITHOUT THE REQUIREMENTS AND PROCEDURES PROVIDED FOR IN THE
TITLE XVI OF THE CORPORATION LAW
Article 147 of Law N? 18.046 on Corporations establishes the procedure that
it must be followed in the event that the Company enters into transactions with related parties.
These may be held, as indicated above, only when they have as their object
contribute to the social interest and adjust in price, terms and conditions to those that
prevail in the market at the time of approval, and meet the requirements and
procedure established by said legal provision.
Notwithstanding the foregoing, the same article 147 in its second paragraph, establishes that there are
certain transactions with related parties that, despite being subject to regulation and
procedure described in the law, can be executed without complying with the established requirements
in that article, provided that the operation has been previously approved by the
Directory, in the following cases:
(1) Those operations that are not of relevant amount. For these purposes, it is understood that it is
of relevant amount any act or contract that exceeds 1% of the social patrimony, provided that
said act or contract exceeds the equivalent of 2,000 promotion units and, in any case, when
is greater than 20,000 development units. It is presumed that all
those that are perfected in a period of 12 consecutive months by means of one or more
similar or complementary acts, in which there is identity of parties, including persons
related, or object;
(1d) Those that, in accordance with the usual operations policy approved by the Board of Directors,
are ordinary in consideration of the social turn. This policy is detailed in Chapter 4 of the
This document.
(ii) Those operations between legal persons in which the company owns, directly or
indirectly, at least 95% of the counterparty’s ownership.
In accordance with Article 171 of the Regulations of Corporations, corresponds to the
Board of Directors expressly adopt an authorization of general application on these
operations, in order to exempt them from the requirements and procedures laid down in Article
147 of the Law on Corporations.
The Board of Directors, through this policy, establishes its express authorization of general application to
All related party operations that strictly meet the requirements before
mentioned, to the extent that they are intended to contribute to the social interest, and
adjust in price, terms and conditions to those that prevail in the market at the time of
Your approval.
4) GENERAL POLICY OF REGULARITY
In accordance with the provisions of point b) of the second paragraph of Article 147, they shall be considered
usual and ordinary in relation to the line of business, the following operations:
1. Offer all types of insurance, in order to insure risks based on premiums, losses
or deterioration in things or assets, in accordance with the provisions of the fourth articles
Liberty
Insurance
and eighth of DEL N? 251, as well as insuring and reinsuring with national entities or
foreign, with the intermediation of insurance and reinsurance brokers.
2. Carry out any other activity that the Commission for the Financial Market authorizes or has
authorized or declared consistent or complementary to the business of insurance companies
General.
3. The contracting of professional, executive and management services, in order to give
Compliance with the operations of the company’s business.
4. The contracting of services or advice in economic, commercial, financial matters,
accounting, tax, legal, investment and portfolio management.
5. The contracting of services associated with the management of underwriting processes, determination
of prices, claims and human resources.
6. The conclusion of leases of movable and immovable property.
7. The conclusion of reinsurance contracts.
8. The performance of all kinds of acts and contracts related to the management of its investment portfolio,
carrying out all kinds of financial operations, current account loans, operations
of credit of money, of purchase and sale of international exchanges, of collection and of custody of
values or similar.
9. The performance of acts and contracts that relate to the provision of
telecommunications, data center, IT services, software licenses and data transfer.
10. Mutual or reciprocal care agreements with related insurers established in
other countries.
The operations indicated above in this chapter shall be considered habitual,
regardless of its amount, term or validity, regardless of whether your contract is for periods
monthly, half-yearly or annual or longer, to be taken into consideration for
its classification as habituality the frequency and similarity of these operations with those which the
Company carries out on an ordinary and recurrent basis without which it could not develop
in a normal, adequate and efficient way its turn.
However, this General Policy of Habituality does not authorize the signing of acts or
contracts that commit more than 10% of the company’s assets.
5) ADVERTISING
For the purposes of the provisions of letter b) of the second paragraph of article 147 of the Law of
Corporations, it is made present that this General Policy of Habituality is
It will be available to shareholders at the corporate offices and will be duly published.
on the Company’s website (www.liberty.cl).
Liberty
Insurance
6) VALIDITY
This general policy of regularity will enter into force from the date of the agreement of the
Board of Directors that approves it and will remain in force as long as it does not agree to its modification. In
In this case, the relevant amendments shall be made available to the Commission for the
Financial Market, complying with the advertising requirements of the Law of
Corporations.
Link to the file in CMFChile: https://www.cmfchile.cl/sitio/aplic/serdoc/ver_sgd.php?s567=c99fa7f579d6da8f3ed7b3dfc6047fc6VFdwQmVVMXFRVEZOUkVsM1RtcE5ORTEzUFQwPQ==&secuencia=-1&t=1682376108